
SpaceX’s IPO Prospectus Revealed: $4.9 Billion Loss, Musk Holds 85% Voting Rights
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SpaceX’s IPO Prospectus Revealed: $4.9 Billion Loss, Musk Holds 85% Voting Rights
SpaceX’s revenue last year was $18.7 billion, up 33% year-on-year, but it reported a net loss of $4.9 billion.
By Bao Yilong
Source: WallStreetCN
SpaceX has formally filed its IPO prospectus with the U.S. Securities and Exchange Commission (SEC). This will be the largest IPO in history—and could make founder Elon Musk the world’s first individual with a net worth exceeding $1 trillion.
According to the prospectus filed on May 20, SpaceX generated $18.7 billion in revenue for fiscal year 2025, up 33% year-on-year, but reported a net loss of $4.9 billion. In Q1 2026, revenue totaled approximately $4.7 billion, while the net loss stood at $4.3 billion.
The prospectus does not disclose the planned fundraising amount; pricing range and other details will be announced in subsequent filings.
Proceeds from the IPO will primarily be used to repay a $20 billion bridge loan and to expand AI computing infrastructure, upgrade launch platforms, and scale up the satellite constellation.
WallStreetCN notes that the core highlights of this listing include SpaceX’s space launch business, Starlink satellite broadband services, and its AI operations following the acquisition of xAI.
The prospectus indicates that the connectivity segment has achieved scale-based profitability, whereas the AI segment remains in a phase of massive, loss-making investment—its capital expenditures far exceeding the combined total of the other two segments.
Meanwhile, Musk will retain approximately 85.1% of voting power post-IPO. Per Bloomberg data, Musk’s current net worth stands at roughly $667 billion. If SpaceX ultimately lists at a $2 trillion valuation—and factoring in his Tesla holdings—his personal wealth could cross the $1 trillion threshold for the first time.
Starlink Anchors Revenue; AI Investment Drags Profitability
SpaceX divides its business into three segments: Space, Connectivity, and AI—with markedly divergent financial performance.
The Connectivity segment, centered on Starlink satellite internet services, is currently the company’s sole profitable business.
In Q1, Starlink generated $3.26 billion in revenue—69% of total company revenue—with an operating profit of $1.19 billion.
As disclosed in the prospectus, Starlink now serves 10.3 million global users—double the 5 million users reported one year earlier. However, the company also notes that average revenue per user (ARPU) is declining due to rising user share outside North America and the rollout of lower-priced subscription plans.
The Space segment posted an operating loss of $619 million in Q1. The prospectus states that SpaceX has invested over $15 billion cumulatively in the Starship heavy-lift rocket, including ~$3 billion in 2025 alone. Starship’s 12th test flight is expected this week.
The AI segment incurred an operating loss of $2.5 billion in Q1—the largest drag on overall profitability. AI-related capital expenditures in Q1 totaled $7.7 billion—over 75% of the company’s total $10.1 billion in capex. Full-year 2025 AI capex reached ~$12.7 billion, nearly doubling year-on-year.
Ground-Based Data Centers Remain the Main Battlefield; Orbital Computing Still a Blueprint
When Musk merged xAI into SpaceX in February, he cited solar-powered orbital data centers as one of the core rationales—and claimed orbital computing costs would fall below terrestrial ones within three years.
Yet the prospectus reveals that xAI is still massively expanding ground-based facilities powered by natural-gas turbines—including a transaction valued at approximately $2 billion.
The prospectus explicitly states that SpaceX’s ability to expand its data center infrastructure depends on turbine supply, natural gas availability, and regulatory approvals.
Nonetheless, SpaceX positions orbital AI computing satellites as its next major growth engine—and plans initial deployment as early as 2028.
The company writes in the prospectus: “Orbital AI computing represents an exceptionally challenging technical problem. We believe we are the only company with a commercially viable path to building large-scale orbital AI computing capacity.”
The prospectus notes that achieving this goal hinges critically on Starship meeting its targeted performance metrics to enable economically viable on-orbit deployment.
SpaceX has applied to the U.S. Federal Communications Commission (FCC) for permission to launch up to one million satellites—each equipped with GPUs and solar-powered—to form a space-based data center network supporting AI initiatives.
The company estimates the total addressable market at up to $285 trillion, with AI opportunities accounting for ~$265 trillion across space-based data centers, consumer subscriptions, digital advertising, and enterprise applications.
xAI Integration Reshapes AI Landscape; Grok Faces Regulatory Risks
SpaceX completed its merger with xAI—the AI startup founded by Musk—in February, valuing the combined entity at $1.25 trillion.
In the “Risk Factors” section, the prospectus notes that Grok is under “investigations and inquiries” by multiple regulatory agencies and law enforcement bodies concerning AI-generated deepfake pornography. Such investigations could result in legal liability, reputational damage, or other sanctions.
Reports indicate that eight enforcement and regulatory agencies have confirmed ongoing investigations. Musk himself has acknowledged that xAI’s technology was “built wrong from the beginning” and requires “a complete rebuild from the ground up.”
On the AI commercialization front, SpaceX signed a $40 billion compute agreement with Anthropic this month. Anthropic will lease all computing capacity at SpaceX’s Colossus 1 data center in Memphis, Tennessee, at $1.25 billion per month through May 2029.
However, the agreement includes an unusual clause: either party may unilaterally terminate the contract upon 90 days’ notice—a highly uncommon provision for a deal of this magnitude, making it difficult for investors to treat the revenue as stable when building valuation models.
Additionally, SpaceX plans to acquire Cursor—a code-editing tools startup—for $60 billion in stock, with the transaction expected to proceed after the IPO closes. If the acquisition fails, Cursor would receive a $1.5 billion termination fee plus an $8.5 billion deferred service fee.
Extensive Related-Party Transactions; Musk’s Empire Reinforces Itself Internally
The prospectus discloses, for the first time in specific figures, the scale of related-party transactions between SpaceX and other companies owned by Musk.
In 2025, SpaceX purchased $131 million worth of Cybertrucks from Tesla at suggested retail price, and concurrently bought $506 million worth of Tesla Megapack energy storage products.
From early 2024 through February 2026, xAI has paid Tesla approximately $731 million.
Collaboration extends beyond procurement. SpaceX and Tesla are jointly advancing a large-scale chip fabrication plant project named “Terafab,” and an AI collaboration initiative called “Macrohard.”
Tesla is mentioned 87 times in the prospectus, which also states the company “plans to explore additional strategic cooperation areas with Tesla in the future.”
Musk Retains Firm Voting Control; Compensation Tied Directly to Mars Colonization
The prospectus provides, for the first time, a full disclosure of SpaceX’s equity structure and governance framework.
Musk holds 849.5 million Class A shares and 5.57 billion Class B shares (each carrying 10 votes), collectively representing ~85% of voting power—ensuring absolute control even after the IPO.
No other individual or institution holds more than 5% of shares. Private equity firm Valor Entities holds 7.3% of common shares—the second-largest shareholder.
Musk’s latest compensation package at SpaceX consists of two astronomical stock-option bets—without time limits—directly tied to milestones in Mars colonization and AI infrastructure:
- Mars colonization milestone: unlocked if SpaceX achieves a $7.5 trillion market capitalization
- Orbital data center milestone: unlocked if SpaceX achieves a $6.6 trillion market capitalization
Beyond a base salary of $54,000, Musk receives no compensation unless these technological and market-cap targets are met.
The board of directors is also disclosed publicly for the first time: in addition to Musk serving as Chairman, President & COO Gwynne Shotwell, CFO Bret Johnsen, several venture capitalists and private equity executives, and Google executive Donald Harrison are all named to the board.
Substantial Financial Losses; Valuation Logic Puts Investors to the Test
SpaceX’s financial profile stands out as unusually distinctive among mega-cap tech companies preparing for IPO.
In 2025, the company generated ~$18.7 billion in revenue—but incurred a staggering net loss of $4.9 billion. By comparison, Meta—which trades at a similar valuation tier—generated over 11 times more revenue last year and posted $60 billion in net income.
If SpaceX’s IPO valuation settles above $1.5 trillion, its price-to-sales (P/S) ratio would reach ~80x—whereas the aggregate P/S ratio of the top 15 largest U.S. public companies is only ~7x.
This valuation logic closely mirrors that of another Musk-controlled company, Tesla, which—despite massive investments in AI, humanoid robots, and Robotaxis—posted minimal profits in 2025 yet trades at a trailing P/E ratio near 400x.
Analysts suggest that investors betting on SpaceX—or Tesla—are fundamentally placing faith in Musk’s ability to convert today’s enormous capital outlays into immense value far into the future.
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